WEBSITE LAYOUT SERVICES AGREEMENT

WEBSITE LAYOUT SERVICES AGREEMENT

THIS AGREEMENT made, entered into, and effective as of November 1, 2006 (the “Effective Date”).

BY AND BETWEEN:

JOYN Internet Communities Inc. , a company incorporated under the laws of Canada (the "Company")

AND :

Portlogic Systems Inc. , a company incorporated under the laws of the State of Nevada (the "Service Provider")

NOW THEREFORE IN CONSIDERATION of the mutual covenants and agreements hereinafter contained and for other good and valuable consideration (the receipt and sufficiency of which is acknowledged by each party), the parties agree as follows:

ARTICLE 1: SERVICES, FEES AND PAYMENT

1.1. The Company engages the Service Provider as an independent contractor to provide the following services (the “Services”), and the Service Provider agrees to perform such Services.

- Layout of 15 online dating and social network websites (with each individual base URL being a “Site”) based on text, graphics, and other content and backend provided by the Company

1.2. In consideration of the performance of the Services, the Company shall pay to the Service Provider US$8,000.00 (the “Fees”) plus any applicable taxes, by cheque, wire transfer, or other method acceptable to the Service Provider.

1.3. The Fees shall be due and payable upon the earlier of 60 days following completion of all Services or May 31, 2007. Interest shall accrue on unpaid amounts at the lower of 10% per year or the highest amount allowed by law.

1.4. If the Company has requested that the Service Provider perform Services for fewer than 15 Sites by March 31, 2007, the Fees payable shall be pro-rated based on the number of Sites completed divided by 15.

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ARTICLE 2: TERM AND TERMINATION

2.1. The term of this Agreement shall commence on the date set forth on the Effective Date and, unless otherwise terminated pursuant to Article 2.2, shall terminate when all obligations of the parties set out hereunder have been performed (the “Term”).

2.2. Notwithstanding any other provision of this Agreement, if either party:

(a) fails to comply with any provision of this Agreement; or

(b) has made an untrue or incorrect representation or warranty in this Agreement is untrue or incorrect; or

(c) breaches any covenant in this Agreement,

then, and in addition, to any other remedy or remedies available to the other party. the other party may, at its sole discretion and option, terminate this Agreement immediately upon written notice of termination to the breaching party, and if such option is exercised, the other party will not be under any further obligation to the breaching party except to pay to the breaching party such fees and expenses as the breaching party may be entitled to receive for Services provided to the date this Agreement is so terminated.

2.3. Notwithstanding any other provisions of this Agreement, the provisions of Articles 4, 5, and 6 of this Agreement and all obligations of each party that have accrued before the effective date of termination of this Agreement that are of a continuing nature will survive termination or expiration of this Agreement.

ARTICLE 3: INDEPENDENT CONTRACTOR

3.1. The Service Provider will be an independent contractor and not the servant, employee or agent of the Company, it being recognized, however, that to the extent the provisions of this Agreement result in the creation of an agency relationship to allow the Service Provider to perform certain of the Services on behalf of the Company, then the Service Provider will, in that context, be the agent of the Company, as the case may be.

3.2. The Company may, from time to time, give such instructions to the Service Provider as it considers necessary in connection with the nature of the Services that the Service Provider is required to provide, which instructions the Service Provider will follow, but the Service Provider will not be subject to the control of the Company in respect to the manner in which such instructions are carried out.

3.3. Subject to compliance with the provisions of this Agreement, the Service Provider may, at any time or times during the Term, carry on the business of providing services to the general

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public either alone or in association or partnership with another or others, so long as such provision of services does not: create a conflict of interest with the interests of the Company; hinder the Service Provider from its commitment to providing the Services to the Company; or prevent the Service Provider from providing the Services in a timely and competent manner.

3.4. The Service Provider shall maintain, provide, and retain at its own expense entirely, such offices, facilities, and equipment as are necessary to perform the Services, but may, upon request of the Company, perform the Services at the Company’s premises or using the Company’s equipment. Unless express permission is given by the Company, the Service Provider shall not remove any of the Company’s equipment from the Company’s premises.

ARTICLE 4: OWNERSHIP OF WORK AND RETURN OF PROPERTY

4.1. All property including, but not limited to, files, manuals, equipment, securities, and monies of any and all customers of the Company related to the provision of the Services that are, from time to time, in the possession or control of the Service Provider will be, at all times, the exclusive property of the Company. The Service Provider shall forthwith deliver all aforesaid property to the Company on the earlier of:

(a) the termination of this Agreement;

(b) the completion by the Service Provider of the provision of the Services; and

(c) upon the request, at any time, by the Company.

4.2. The Service Provider agrees that upon termination of this Agreement, it shall at once deliver to the Company all books, manuals, reports, documents, records, effects, money, securities, whether in print or stored electronically, or other property belonging to the Company or for which the Company is liable to others which are in its possession, charge, control or custody.

4.3. The Service Provider hereby assigns to the Company its entire right, title and interest in and to all discoveries and improvements, patentable or otherwise, trade secrets and ideas, writings and copyrightable material, which may be conceived by the Service Provider or developed or acquired by her during the Term of this Agreement, which may pertain directly or indirectly to the business of the Company or any of its subsidiaries, parent company, or affiliates (the “Work Product”). The Service Provider agrees to disclose fully all such developments to the Company upon its request, which disclosure shall be made in writing promptly following any such request. The Service Provider shall, upon the Company's request, execute, acknowledge and deliver to the Company all instruments and do all ot